UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January 21, 2020
| DYCOM INDUSTRIES, INC. |
(Exact name of Registrant as specified in its charter)
| Florida | 001-10613 | 59-1277135 | ||||
| (State or other jurisdiction of incorporation) | (Commission file number) | (I.R.S. employer identification no.) | ||||
| 11780 U.S. Highway One, Suite 600 | ||||||
| Palm Beach Gardens, | FL | 33408 | ||||
| (Address of principal executive offices) (Zip Code) | ||||||
Registrant’s telephone number, including area code: (561) 627-7171
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered | ||
| Common stock, par value $0.33 1/3 per share | DY | New York Stock Exchange | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☐Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 21, 2020, Stephen C. Coley notified the Board of Directors (the “Board”) of Dycom Industries, Inc. (the “Company”) of his decision to resign from the Board, effective immediately. Mr. Coley’s resignation completes a planned transition of leadership roles on the Board. As previously announced on November 25, 2019, the Board appointed Richard K. Sykes as Lead Non-Management Director and as Chair of the Corporate Governance and Nominating Committee of the Board. Mr. Coley confirmed that his resignation does not result from any disagreement with the Company.
On behalf of the Company and the full Board, Chairman and CEO Steven E. Nielsen thanked Mr. Coley for his years of distinguished service, leadership and dedication to the Company.
Item 9.01 Financial Statement and Exhibits.
| (d) | Exhibits |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Dated: January 21, 2020
DYCOM INDUSTRIES, INC. (Registrant) | |
| By: | /s/ Ryan F. Urness |
| Name: | Ryan F. Urness |
| Title: | Vice President, General Counsel and Corporate Secretary |